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… Sphere 3D to Convert Outstanding Debt Into Equity

Overland repaid existing indebtedness owing to company of $2.5 million.

Sphere 3D Corporation intends to issue 333,333 common shares of the company to FBC Holdings S.a.r.l., an affiliate to Cyrus Capital Partners LP, in satisfaction of its $2,500,000 guarantee of a convertible loan transaction between Overland Storage, Inc. and Cyrus Capital entered into on October 13, 2014.

As a condition of entering into this loan transaction, Overland repaid existing indebtedness owing to the company of $2,500,000.

The terms of the loan provide that repayment of $2,500,000 shall occur immediately following the closing of the Overland merger transaction and be converted at an ascribed price of $7.50 per share.

Subject to receipt of regulatory approval, these shares will be issued at a price of CDN$8.57, being the Canadian dollar equivalent of the $7.50 conversion price.

The shares will be subject to a 4-month hold period under applicable Canadian securities law.

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